About

Securities Matters provides timely analyses of developments concerning federal and state securities laws, Delaware corporate law, and related topics. The blog serves as a resource on regulatory compliance and enforcement matters, private litigation issues, D&O insurance coverage, and other current developments of interest to companies and their directors and management as they raise capital, go public, comply with SEC disclosure requirements, and deal with changing standards of governance and risk management.

Editors

Megan Gates

Megan is Co-chair of Mintz Levin’s Securities & Capital Markets Practice. She counsels public companies on compliance and disclosure obligations, public and private financing matters, and merger and acquisition transactions, and advises clients on corporate governance matters such as Sarbanes-Oxley compliance. Megan is frequently invited to speak at industry conferences on topics including securities offerings, corporate governance, and compliance matters.

Brian Keane

Brian’s practice deals with all aspects of corporate and transactional law and general business representation, including registered public offerings, mergers and acquisitions, venture financing, and general business counseling. He has represented numerous companies and underwriters in public financings, including initial public offerings, PIPE offerings, shelf offerings, and follow-on offerings. On an ongoing basis, Brian represents a number of public and late-stage private companies, primarily in the life sciences industry.

Breton Leone-Quick

Bret is a Member in the firm and is based in the Boston office. He has significant experience with SEC, FINRA, DOJ and Massachusetts Securities Division investigations as well as arbitrations and private civil litigation involving the state and federal securities laws. He regularly represents public and private companies, and their officers, directors, and employees, in securities litigation, before regulatory bodies, and in SEC investigations.

Contributors

Nancy Adams

Nancy is a Member in the firm and is based in the Boston office. She represents insurers in coverage disputes arising under directors and officers, professional liability, fiduciary, financial institutions, and general liability policies. Nancy also advises corporations and individuals on risk management issues. She regularly works with corporate boards on insurance program audits and reviews, D&O indemnity agreements, insurance issues related to road shows and IPOs, and insurance and indemnity due diligence for corporate transactions.

David Barres

David is a Member in the firm and is based in the New York office. He focuses his practice on commercial litigation in federal and state courts, including complex breach-of-contract, fraud, and securities matters. David has extensive experience representing banks in bankruptcy litigation and other commercial matters, including the defense of fraudulent transfer claims and the litigation of disputes concerning the valuation of businesses and assets.

Adam Gale

Adam is a Member in the firm and is based in the New York office. He co-chairs the firm’s Investment Funds Practice. Adam counsels hedge funds, private equity funds, broker-dealers, banks, and registered investment companies on regulatory and compliance issues as well as on formation and structuring. He represents both well-established and start-up entities.

Steve Ganis

Steve is a Member of the firm and is based in the Boston office. Steve focuses his practice on financial services law and is globally recognized for his knowledge of anti-money laundering and sanctions regulations. He handles regulatory matters for institutions and high-level financial services executives. Steve has represented firms as outside counsel, a compliance officer, or in-house counsel before all major US financial services regulators. Steve served as counsel to the Committee on Banking and Financial Services of the US House of Representatives for five years during the late 1990s. From 1992 to 1995, Steve served as a general attorney in the SEC Office of the General Counsel.

Pamela Greene

Pam focuses her practice on securities compliance, executive compensation, and corporate governance matters. She advises public companies on compliance with the Securities Act of 1933, the Securities Exchange Act of 1934, stock exchange requirements, the Sarbanes-Oxley Act of 2002, and the Dodd-Frank Act of 2010. Pam works with management teams, boards, and compensation committees to develop and design appropriate executive compensation programs. She also advises public and private companies and individuals on executive compensation matters and provides executive compensation and securities counsel to clients in merger and acquisition transactions.

Jonathan Kravetz

Jon is Chair of the Securities & Capital Markets Practice Group and Co-chair of the Life Sciences Practice Group. He represents clients in both public and privately placed equity and debt financings under the Securities Act of 1933, provides counseling for public companies with respect to the full range of securities compliance issues under the Securities Exchange Act of 1934, and advises high-technology, biotechnology, and medical device companies in numerous contractual and strategic matters. Jon has an active international practice, representing European companies in merger and acquisition, financing, and other transactions with US and non-US companies.

Heidi Lawson

Heidi is a Member in the firm and is based in the Boston, New York, and London offices. She is an internationally recognized lawyer with extensive experience in corporate governance, bribery and corruption, compliance and internal investigations, indemnification, and directors and officers and fund management insurance in both the corporate and litigation context. She advises companies, brokers, venture capital firms, private equity firms, hedge funds, family offices, investment banks and other investment advisors, and their senior executives on identifying risks, and protecting against those risks. She is admitted to practice in Massachusetts and New York and is a solicitor in England and Wales.

Marc Mantell

Marc focuses on corporate and securities law matters. He represents private and public companies, investors, underwriters, and other parties in a broad range of transactions, including mergers and acquisitions, securities offerings, and debt financings. Mark has extensive experience representing venture-backed and closely-held companies and private equity firms in middle-market mergers and acquisitions transactions across a broad range of industries, including technology and software, medical device and life sciences, industrial and manufacturing, retail, and consumer products.

Joel Rothman

Joel is an Associate in the firm’s Boston office. His practice encompasses a wide range of litigation matters. Prior to joining Mintz Levin, Joel held a clerkship position with the Massachusetts Supreme Judicial Court, serving under Associate Justice Ralph D. Gants. Before beginning his legal career, Joel had a successful career in human resources. He is admitted to practice in Massachusetts.

John Rudy

John’s practice focuses on corporate and securities law matters, including the representation of public and private companies and underwriters in capital markets transactions. He also advises public and private companies and investors in connection with mergers and acquisitions, equity and debt financings, and general corporate governance matters. In particular, John has extensive experience running private equity acquisition and sale processes, and representing PE-sponsored portfolio companies.

Peter Saparoff

Peter is a Member in the firm and is based in the Boston office. He co-chairs the firm’s Securities Litigation Practice. Peter is one of the nation’s leading securities litigators. He has represented clients in well over 100 cases, investigations, and proceedings throughout the country. He has successfully defended SEC investigations, class actions, derivative suits, stock exchange proceedings, and state securities investigations, and has handled numerous FINRA arbitrations, among other matters. Peter also represents hundreds of institutional investors with respect to the monitoring and evaluation of securities class action settlements.

Laurence Schoen

Larry is a Member in the firm and is based in the Boston office. He specializes in complex financial litigation, including contract disputes, accounting and actuarial malpractice, insurance, corporate governance, and class action defense cases. He has represented large and small companies and financial institutions in trial courts, appellate courts, and arbitration proceedings across the United States. Because of his undergraduate background in accounting, Larry frequently handles the damages component of complex cases.

Adam Sisitsky

Adam is a Member in the firm and is based in the Boston office. He chairs the firm’s Israel Business Group. His practice encompasses a range of litigation matters, with an emphasis on securities-related issues, and includes significant federal and state court trial experience. He represents corporations, officers, directors, accountants, and other individuals in SEC investigations and enforcement proceedings as well as in civil litigation.

John Sylvia

Jack is a Member in the firm and is based in the Boston office. He co-chairs the firm’s Securities Litigation Practice. Jack is a seasoned trial lawyer whose clients include public and private corporations, officers, directors, special committees, accountants, mutual funds, portfolio managers, and investment advisors. His practice encompasses all facets of securities and financial fraud litigation, and he has handled complex civil and criminal matters involving insider trading, revenue recognition, high-yield investment schemes, market timing, late trading, options backdating, and auction rate securities. As well, Jack represents clients in internal investigations and investigative and enforcement proceedings conducted by the SEC, FINRA, and state regulatory agencies. He also has represented clients in arbitration and alternative dispute resolution.

Garrett Winslow

Garrett focuses on securities, venture capital, and general corporate law. He advises public companies and underwriters in connection with public offerings, SEC reporting compliance, listing requirements, and general corporate governance matters. In addition, he represents both public and private companies and investors in a range of corporate transactions, including mergers and acquisitions, stock and asset purchases, and other finance transactions.

Mintz Levin’s Securities Practice

High-stakes securities litigation demands the attention of sophisticated counsel experienced with civil and criminal proceedings, internal investigations, and SEC and other federal and state regulatory actions. Our Securities Litigation Practice has an extraordinary record of success representing clients in securities class actions, derivative suits, litigation, and SEC or other regulatory investigations and enforcement proceedings. In addition, Mintz Levin’s Securities & Capital Markets Practice represents issuers, underwriters, and investors in the full range of sophisticated securities transactions, from private placements and venture capital investments to initial and follow-on public offerings of equity, debt, and other securities, including registered direct offerings, PIPEs and confidentially marketed public offerings, and reverse mergers and other “alternative” means of accessing capital.Read More